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ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT <br /> THIS ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT <br /> ("Assignment Agreement") is entered into as of the 174 41 day of t C I, _, 2018, by and <br /> among, HOUSING HOPE PROPERTIES, a Washington non-profit cor oration with its principal <br /> offices at 5830 Evergreen Way, Everett, WA 98203, (hereinafter, "Assignor" or "Lender"), <br /> HOPEWORKS STATION RESIDENTIAL LLLP, a Washington limited liability limited partnership, <br /> whose General Partner is HopeWorks Station Residential GP LLC, a Washington limited <br /> liability company, whose Sole Member is Housing Hope Properties, a Washington non-profit <br /> corporation, with its principal offices at 5830 Evergreen Way, Everett, WA 98203, (hereinafter, <br /> "Assignee"), and The City of Everett, a municipal corporation of the State of Washington, whose <br /> address is 2930 Wetmore Avenue, Suite 8A, Everett, WA 98201 (hereinafter, "Lender"). <br /> WHEREAS, Assignor and Lender entered into that certain Loan Agreement dated <br /> (the "Loan <br /> Agreement"), pursuant to which Lender agreed to loan to Assignor(the"City Loan"), in connection <br /> with the acquisition and/or repayment of bridge loans, development and the construction or <br /> rehabilitation of the Property known as HopeWorks Station, located in Everett, Snohomish <br /> County, Washington (the "Project"), and legally described on Attachment 1, attached hereto and <br /> incorporated herein by reference (including all improvements thereon) (the "Property"); and <br /> WHEREAS, to evidence the City Loan, Assignor executed that certain Promissory Note <br /> (the "Note") made to the order of the Lender for the sum of Five Hundred Thousand Five Hundred <br /> Thirty-Seven Dollars ($500,537), and such additional amounts as may be amended, as part of <br /> the terms of Loan Agreement; and <br /> WHEREAS, to secure payment of the Note, Assignor caused Assignee to execute that <br /> certain Deed of Trust ("Deed of Trust") dated I1,1 (L i/ <br /> and recorded Iib, fah under Snohomish County Auditor's File No. <br /> 1v{:1 L'l7 0 KI5-70 naming Lender as the Beneficiary; and <br /> WHEREAS, Assignor now wishes to assign to Assignee and to have Assignee <br /> assume all of Assignor's obligations under the Loan Agreement and the Note (collectively, the <br /> "City Loan Documents"), and Assignee is willing to assume all of said obligations of Assignor <br /> thereunder, including the Note; and <br /> WHEREAS, Assignor seeks the consent of Lender to the assignment to and <br /> assumption of the Loan Agreement and the Note by Assignee as set forth herein, and Lender is <br /> willing to grant such consent on the terms and conditions set forth herein; <br /> NOW, THEREFORE, for good and valuable consideration, including Assignee's <br /> grant of a Deed of Trust and execution of an Use Restriction Covenant Agreement ("Use <br /> Covenant Agreement"), both of which shall be recorded and become a lien upon Assignee's <br /> Property, the receipt and sufficiency of which are hereby acknowledged, the parties agree that <br /> the following covenants, terms, and conditions shall be part of and supplement the Loan <br /> Agreement. <br /> 1. Defined Terms. All capitalized terms defined in the Loan Agreement and used herein <br /> shall have such defined meanings when used herein unless the context otherwise clearly <br /> requires. <br />